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One ||Except for overdue loans,Xinlun New MaterialsThe (rights) performance had previously fallen into the predicament of three consecutive years of losses.
II ||On May 21, 2020, Xinlun New Materials received the “China Securities Regulatory Commission Administrative Penalty Decision” (hereinafter referred to as the “Judgment”) issued by the China Securities Regulatory Commission. The “Judgment” pointed out that many senior executives of Xinlun Technology were punished for falsely increasing the income and profits of the trade business.
Three || After Hou Yi was sentenced, Xinlun New Materials recently launched a non-public offering plan of 900 million yuan. The current chairman, Liao Yao, will become the actual controller and controlling shareholder of the listed company by subscribing for the shares to be increased.
The overdue loan exceeded 1 billion, the actual controller was sentenced, and the loss continued for 3 years…
Xinlun New Materials Co., Ltd. (002341.SZ, hereinafter referred to as “Sinlun New Materials”), a new material industry service provider established in 2002 and headquartered in Shenzhen, is facing the above dilemma.
On June 21, 2022, Xinlun New Materials announced that, according to the statistics and verification of the company’s financial department, as of the disclosure date of the announcement, the company’s overdue loans were about 1.039 billion yuan. Xinlun New Materials said that the company will continue to actively communicate with creditor banks, and strive to actively repay overdue loans by increasing the recovery of accounts receivable, asset disposal and other methods, and strive to properly solve the problem of overdue debts.
According to the disclosure, the creditors of Xinlun New Materials include:CITIC BankCo., Ltd. Shenzhen Branch, Shenzhen High-tech Investment and Financing Guarantee Co., Ltd.,China Merchants BankCo., Ltd. Shenzhen Branch, China Guangfa Bank Co., Ltd. Shenzhen Branch, ChinaABCCo., Ltd. Shenzhen Branch,Industrial BankCo., Ltd. Shenzhen Branch,Bank of BeijingCo., Ltd. Shenzhen Branch, HSBC Bank (China) Co., Ltd.
Regarding the impact of the debt problem, on June 22, a relevant person from the Securities Affairs Department of Xinlun New Materials responded that the company’s demand for liquidity is relatively large, and the debt problem will definitely bring certain restrictions to the company’s development. The way of non-public offering to ease the pressure on funds.
The predecessor of Xinlun New Materials was Shenzhen Xinlun Technology Co., Ltd. According to its official website, Xinlun New Materials takes high-end precision coating technology as the core, focuses on the direction of new materials and precision manufacturing of new materials, and its business covers electronic functional materials, optoelectronic display materials, silicone optical materials, new energy materials, and precision manufacturing. In other fields, it has more than 20 holding subsidiaries.
In addition to the issue of overdue debts, according to the review, Xinlun New Materials was investigated in 2019 due to information disclosure violations such as “inflated income and profits from fictitious trade business”. In April 2022, the accuser Hou Yi was also arrested for this. Sentencing.
Recently, Selen New Materials has launched a non-public offering plan of over 900 million yuan. The current chairman, Liao Yao, will become the actual controller and controlling shareholder of the listed company by subscribing for additional shares. Whether the predicament can be improved after the fixed increase of Xinlun New Materials has also become a concern of investors.
Inquiry letter received for three consecutive years of loss
In addition to overdue loans, the performance of Xinlun New Materials had previously fallen into the predicament of three consecutive years of losses.
For consecutive losses, on May 30, 2022, Xinlun New Materials received the “Inquiry Letter on the 2021 Annual Report of Xinlun New Materials Co., Ltd.” issued by the Shenzhen Stock Exchange, and it responded on June 15.
The 2021 Xinlun New Materials annual report shows that the company’s net profit after deducting non-deductibles has been negative for three consecutive years since 2019. In 2021, its net profit after deducting non-deducting non-equities was -1.117 billion yuan, and the loss was further expanded compared with the previous year; At the end of 2021, its long-term borrowings increased by 100.23% year-on-year, monetary funds decreased by 86.70% year-on-year, current liabilities exceeded current assets by 1.287 billion yuan, and overdue short-term loans were 730 million yuan.
The Shenzhen Stock Exchange required Xinlun New Materials to explain the main reasons for its net profit after deducting non-profits for three consecutive years, taking into account the development status of the industry in which the company operates, profitability of its main business, asset structure and solvency, restrictions on asset rights, The operation of major subsidiaries, etc., indicate whether there is uncertainty in the company’s ability to continue operating, the measures to be taken to improve the sustainable profitability of the main business, and remind relevant risks.
In the reply letter, Xinlun New Materials stated that the company’s net profit after deducting non-material business for three consecutive years was mainly due to the reduction of the scope of consolidated statements due to the divestiture of non-material business, the decline in operating income of non-material business, the decline in revenue due to the adjustment of customer structure, and the acquisition of Xinlun Precision. It was caused by the influence of special factors such as goodwill and other assets impairment formed by Manufacturing (Anhui) Co., Ltd. and other companies, increased financial expenses, and securities disputes.
However, Xinlun New Materials said that the industry it is in is a new material industry supported by the state and has broad room for future growth; the company’s overall asset-liability ratio is at the average level of the same industry, and its discretionary monetary funds can meet daily business needs. , restricted assets will not affect normal operations; operating cash flow will continue to be positive; the implementation of various asset disposal and financing measures in the next year will reduce liquidity risks. Therefore, there is no material uncertainty about the company’s ability to continue as a going concern in the next 12 months.
The actual controller was sentenced and dealt with for breach of equity pledge
Prior to this, in April 2022, the former chairman of Xinlun New Materials was sentenced to prison for the company’s suspected information disclosure violations.
On April 15, 2022, Xinlun New Materials issued an announcement stating that the controlling shareholder Hou Yi received the “Criminal Judgment” issued by the court. The content of the judgment was: Defendant Hou Yi committed the crime of disclosing important information in violation of regulations and was sentenced to one year and six years in prison. month, suspended for three years and fined one million yuan.
In addition, on January 16, 2021, Xinlun New Materials issued an announcement that Hou Yi resigned as director, chairman, chairman of the strategy committee and president due to personal reasons, and continued to serve as the dean of Xinlun Materials Research Institute.
Hou Yi’s sentence, resignation as chairman, and president are all related to the information disclosure violations and the matters under investigation.
On June 25, 2019, Xinlun New Materials received the China Securities Regulatory Commission’s “Notice of Filing an Investigation” (No.: Ji Zong Zhi Zi No. 191411), because of its alleged violation of laws and regulations in information disclosure, the China Securities Regulatory Commission decided to The company filed an investigation.
On May 21, 2020, Xinlun New Materials received the “China Securities Regulatory Commission Administrative Penalty Decision” (hereinafter referred to as the “Judgment”) issued by the China Securities Regulatory Commission. The “Judgment” pointed out that many senior executives of Xinlun Technology were punished for falsely increasing the income and profits of the trade business.
The “Judgment” discloses that from 2016 to 2018, Synlun Technology, through its wholly-owned subsidiary Synlun Technology (Changzhou) Co., Ltd. (hereinafter referred to as “Changzhou Synlun”), fabricated trade business with a number of companies controlled by a natural person, Zhang Mou. Increase revenue, costs and profits. As a result, Xinlun Technology inflated its operating income by 336.5512 million yuan, 338.2824 million yuan, and 62.3397 million yuan from 2016 to 2018, accounting for 20.29%, 16.39% and 1.94% of the current income respectively; inflated procurement costs by 249.3567 million yuan and 244.4793 million yuan , 44,254,100 yuan, inflated profits of 76,433,400 yuan, 93,305,000 yuan, and 10,723,000 yuan, respectively accounting for 142.73%, 50.67%, and 3.03% of the current total profits; violating the Securities Law.
Regarding the result of the punishment, the “Judgment” disclosed that Xinlun New Materials was given a warning and a fine of 600,000 yuan; Hou Yi was given a warning and a fine of 300,000 yuan.
In addition, the reporter noticed that Hou Yi’s equity pledge was also disposed of after breach of contract.
According to the 2021 annual report of Xinlun New Materials, as of December 31, 2021, Hou Yi, the company’s controlling shareholder and actual controller, held 255 million shares, accounting for 22.16% of the company’s total share capital, and the cumulative pledged shares accounted for 10% of the total number of shares it held. 99.99%, and some of the pledged loans have exceeded the pledge period.
Since the pledged loan exceeded the deadline, on May 17, 2022, Xinlun New Materials issued the “Announcement on the Progress of the Controlling Shareholder’s Part of the Pledged Shares by Default and Changes in the Pledge of Shares”, which showed that,West China SecuritiesDuring the period from March 21, 2022 to April 14, 2022, 3,982,872 shares of Xinlun New Materials held by Hou Yi were sold; Essence Securities sold Hou Yi during the period from December 20, 2021 to March 30, 2022. Yi held 8,221,314 shares of Xinlun New Materials; the two sold shares totaled 12,204,200 shares.
According to Wind’s latest data, Hou Yi still holds 21.29% of the company’s equity, but the current pledge rate is 100%. The pledgers includeGreat Wall SecuritiesHuaxi Securities, Essence Securities, etc.
The current chairman plans to increase the actual controller to change
After Hou Yi was sentenced, Xinlun New Materials recently launched a non-public offering plan of 900 million yuan. The current chairman, Liao Yao, will become the actual controller and controlling shareholder of the listed company by subscribing for the shares to be increased.
On May 28, 2022, Xinlun New Materials released the 2022 non-public issuance plan.
According to the fixed increase plan, Xinlun New Materials plans to issue no more than 346 million shares to specific objects at 2.61 yuan per share. Chairman Liao Yao and the Shenzhen Shangyuanhuizhi Investment Partnership (Limited Partnership) (to be established) (referred to as “Shangyuanhuizhi”) under his control will subscribe for cash subscription and increase. After the issuance is completed, Shangyuanhuizhi ( (to be established) will become the controlling shareholder of the company, and Liao Yao will become the actual controller of the company, holding a total of 23.41% of the shares with persons acting in concert.
Because the targets of this non-public offering of shares are Mr. Liao Yao, the chairman of the company, and Shangyuan Huizhi. Shangyuan Huizhi is an enterprise controlled by Mr. Liao Yao, the chairman of the company. After the completion of this issuance, Shangyuan Huizhi will become the company. The controlling shareholder and chairman Mr. Liao Yao will become the actual controller of the company.
According to the disclosure, Liao Yao has served as the chairman, non-independent director and general manager of Xinlun New Materials since October 2019. He has worked in Jutian Securities Co., Ltd.,Guosen SecuritiesLimited liability company, Century Securities Co., Ltd., Shenzhen Zhongguang Capital Management Co., Ltd.
In addition to Xinlun New Materials, Liao Yao is currently the chairman of Shenzhen Shangyuan Capital Management Co., Ltd., the chairman, non-independent director and general manager of Xinlun New Materials Co., Ltd., and the executive director of Shenzhen Zhongguang Wealth Management Co., Ltd., General Manager etc.
For this fixed increase, Selen New Materials stated that the funds raised from this non-public offering of shares are intended to be used to supplement working capital and repay interest-bearing liabilities to improve the capital structure. After the funds raised this time are in place, the company’s capital structure will be improved to a certain extent, the pressure on working capital for daily operation and development will be alleviated to a certain extent, the cash flow situation will be improved, and the company’s ability to resist risks and continue to operate will be improved. capacity will be further enhanced.
Regarding the fixed increase, some investors asked questions on the Shenzhen Stock Exchange, “The company plans to increase 900 million to solve the problem of interest-bearing liabilities and change the actual controller. If the fixed increase is successful, how much does your company intend to reduce its interest-bearing liabilities?”
Regarding the resolution of debt by fixed increase, the above-mentioned relevant person from the Securities Affairs Department stated that the purpose of fixed increase is mainly to supplement working capital, and also to repay interest-bearing liabilities of banks.
In addition, as to whether the change of the actual controller after the fixed increase will bring changes to the company, the person said that after the change, the actual controller Liao Yao is currently the chairman of the company, and he has also been operating in the company for several years, not with a new Strategic investors have newly entered the company to participate in management, so even if the actual controller changes, the company’s management methods and strategies will not change much.
As of noon on June 22, the share price of Xinlun New Materials was around 4.6 yuan per share, and the total market value remained at around 5.3 billion yuan.
The Economic Observation Network will continue to pay attention to the follow-up debt resolution and follow-up development of Xinlun New Materials.
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Responsible editor: Peng Jiabing